U.S.
SECURITIES AND EXCHANGE COMMISSION


Washington,
D.C. 20549




Form
10-Q





(Mark
One)


x
            Quarterly
      Report under Section 13 or 15(d) of the Securities Exchange Act of
      1934





For the
quarterly period ended June 30, 2010





 ̈
            Transition
      Report under Section 13 or 15(d) of the Exchange Act for the Transition
      Period from ________ to ___________





Commission
File Number: 0-53258





ADELMAN ENTERPRISES, INC.


(Exact
name of small business issuer as specified in its charter)





HIGHTOWER ACQUISITION
CORPORATION.


(Former
name of registrant)





Delaware
                (State
      or other jurisdiction of incorporation or
                organization)
              20-5572680
                (I.R.S.
      Employer Identification No.)





5214
Bonsai Avenue


Moorpark,
CA 93021


Issuer's
Telephone Number:  (818) 436-0410


(Address
and phone number of principal executive offices)





Check
whether the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or such shorter period that
the registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.  Yes x   No
 ̈





Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).  Yes  ̈   No
 ̈




Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company.  See definitions of "large
accelerated filer," "accelerated filer," and "smaller reporting company" in Rule
12b-2 of the Exchange Act. (Check one):





Large
      accelerated filer
             ̈
            Accelerated
      filer
             ̈Non-accelerated
      filer
             ̈
            Smaller
      reporting company
            x





Check
whether the issuer is a “shell company” as defined in Rule 12b-2 of the
Securities Exchange Act of 1934.  Yes  ̈   No
x





The Registrant has 14,870,100 shares of
Common stock, par value $.0001 per share issued and outstanding as of August 14,
2010. There currently is no public market for the Company’s Stock.





Traditional Small Business Disclosure
Format (check one)  Yes  ̈   No
x





INDEX TO QUARTERLY
REPORT


ON FORM
10-Q





PagePART
      I
                                  FINANCIAL
      INFORMATIONItem
      1.
                                  Financial
      Statements (Unaudited)Condensed
      Balance SheetsJune
      30, 2010 and December 31, 2009
                                  
                                  3Condensed
      Statements of OperationsFor
      the Three and Six Months Ended June 30, 2010 and 2009 and Inception to
      June 30, 2010
                                  
                                  4Condensed
      Statements of Shareholders’ Equity (Deficit)For
      the Six Months Ended June 30, 2010
                                  
                                  5Condensed
      Statements of Cash FlowsFor
      the Six Months Ended June 30, 2010 and 2009 and Inception to June 30,
      2010
                                  
                                  6Notes
      to Condensed Financial Statements
                                  
                                  7-14Item
      2.
                                  Management's
      Discussion and Analysis or Plan of Operation
                                  
                                  15Item
      3.
                                  Quantitative
      and Qualitative Disclosures About Market Risk
                                  
                                  17Item
      4T.
                                  Controls
      and Procedures
                                  
                                  17PART
      II
                                  OTHER
      INFORMATIONItem
      1.
                                  Legal
      Proceedings
                                  
                                  18Item
      2.
                                  Unregistered
      Sales of Equity Securities and Use of Proceeds
                                  
                                  18Item
      3.
                                  Defaults
      upon Senior Securities
                                  
                                  18Item
      4.
                                  Submission
      of Matters to a Vote of Security Holders
                                  
                                  18Item
      5.
                                  Other
      Information
                                  
                                  19Item
      6.
                                  Exhibits
                                  
                                  19Signatures




2


ADELMAN
ENTERPRISES, INC.


CONDENSED
BALANCE SHEETS





June 30,
                                  
                                  
                                  December 31,2010
                                  
                                  
                                  2009(Unaudited)ASSETSCash
                                  
                                  $
                                  436
                                  
                                  
                                  $
                                  500Due
      from related party
                                  
                                  
                                  3,133
                                  
                                  
                                  
                                  -Total
      current assets
                                  
                                  
                                  3,569
                                  
                                  
                                  
                                  500Fixed
      Assets
                                  
                                  
                                  600
                                  
                                  
                                  
                                  -Deposits,
      long-term
                                  
                                  
                                  200
                                  
                                  
                                  
                                  -TOTAL
      ASSETS
                                  
                                  $
                                  4,369
                                  
                                  
                                  $
                                  500LIABILITIES
      AND STOCKHOLDERS’ EQUITY (DEFICIT)Accrued
      liabilities
                                  
                                  $
                                  6,358
                                  
                                  
                                  $
                                  3,000Deposits
                                  
                                  
                                  21,000
                                  
                                  
                                  
                                  -TOTAL
      LIABILITIES
                                  
                                  
                                  27,358
                                  
                                  
                                  
                                  3,000STOCKHOLDERS’
      EQUITY (DEFICIT)Common
      stock, par value $0.0001 per shareAuthorized
      – 100,000,000 sharesIssued
      and outstanding – 14,450,000 and 1,000,000 shares at June 30,
      2010 and December 31, 2009, respectively
                                  
                                  
                                  1,445
                                  
                                  
                                  
                                  100Additional
      paid-in capital
                                  
                                  
                                  2,717
                                  
                                  
                                  
                                  2,717Deficit
      accumulated during development stage
                                  
                                  
                                  (27,021
                                  )
                                  
                                  
                                  (5,317
                                  )Less
      stock receivable
                                  
                                  
                                  (130
                                  )
                                  
                                  
                                  -TOTAL
      STOCKHOLDERS’ EQUITY (DEFICIT)
                                  
                                  
                                  (22,989
                                  )
                                  
                                  
                                  (2,500
                                  )TOTAL
      LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
                                  
                                  $
                                  4,369
                                  
                                  
                                  $
                                  500





The
accompanying notes are an integral part of these financial
statements.


3


ADELMAN
ENTERPRISES, INC.


CONDENSED
STATEMENTS OF OPERATIONS


FOR
THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2010 AND 2009


AND
FOR THE PERIOD FROM SEPTEMBER 13, 2006 (INCEPTION) TO JUNE 30, 2010


(UNAUDITED)





FOR
                      THREE
                      MONTHS
                      ENDED
                      JUNE30,
                      2010
                    
                    
                    FOR
                      THREE
                      MONTHS
                      ENDED
                      JUNE30,
                      2009
                    
                    
                    FORSIX
                      MONTHS
                      ENDED
                      JUNE30,
                      2010
                    
                    
                    FORSIX
                      MONTHS
                      ENDED
                      JUNE30,
                      2009
                    
                    
                    FORTHE
                      PERIOD
                      FROM
                      SEPTEMBER
                      13,2006
                      (INCEPTION)
                      TOJUNE30,
                      2010INCOME
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -EXPENSES
                    
                    
                    21,704
                    
                    
                    
                    -
                    
                    
                    
                    21,704
                    
                    
                    
                    -
                    
                    
                    
                    27,021NET
      LOSS
                    
                    $
                    (21,704
                    )
                    
                    $
                    -
                    
                    
                    $
                    (21,704
                    )
                    
                    $
                    -
                    
                    
                    $
                    (27,021
                    )Basic
      and diluted loss per share
                    
                    
                    0
                    
                    
                    
                    0
                    
                    
                    
                    0
                    
                    
                    
                    0Weighted
      average number of shares outstanding, basic and diluted
                    
                    
                    8,234,009
                    
                    
                    
                    100
                    
                    
                    
                    4,642,015
                    
                    
                    
                    100




The
accompanying notes are an integral part of these financial
statements.


4





ADELMAN
ENTERPRISES, INC.


STATEMENT
OF SHAREHOLDERS’ DEFICIT
 FOR
THE SIX MONTHS ENDED JUNE 30, 2010


(UNAUDITED)





Common
                  Stock
                  Shares
                
                
                Issued
                  Amount
                
                
                Additional
                  Paid In
                  Capital
                
                
                Deficit
                  Accumulated
                  During
                  Development
                
                
                Stock
                  Receivable
                
                
                Total
                  Stockholders'
                  Equity
                  (Deficit)BALANCE
      AS OF DECEMBER 31, 2009
                
                
                1,000,000
                
                
                $
                100
                
                
                $
                2,717
                
                
                $
                (5,317
                )
                
                
                
                
                $
                (2,500
                )Common
      stock issuance
                
                
                14,200,000
                
                
                
                1,420
                
                
                
                
                
                
                
                
                
                
                $
                (130
                )
                
                
                1,290Common
      stock redemption
                
                
                (750,000
                )
                
                
                (75
                )
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (75
                )Net
      (loss) for the six months
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (21,704
                )
                
                
                
                
                
                
                (21,704
                )BALANCE
      AS OF JUNE 30, 2010
                
                
                14,450,000
                
                
                $
                1,445
                
                
                $
                2,717
                
                
                $
                (27,021
                )
                
                $
                (130
                )
                
                $
                (22,989
                )





The
accompanying notes are an integral part of these financial
statements.


5





ADELMAN
ENTERPRISES, INC.


CONDENSED
STATEMENTS OF CASH FLOWS


FOR
THE SIX MONTHS ENDED JUNE 30, 2010 AND 2009


AND
FOR THE PERIOD FROM SEPTEMBER 13, 2006 (INCEPTION)


TO
JUNE 30, 2010


(UNAUDITED)





FOR SIX
                        MONTHS
                        ENDED JUNE
                        30, 2010
                      
                      
                      FOR SIX
                        MONTHS
                        ENDED JUNE
                        30, 2009
                      
                      
                      September 13,
                        2006 (Inception)
                        to June 30, 2010CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      (Loss)
                      
                      $
                      (21,704
                      )
                      
                      $
                      -
                      
                      
                      $
                      (27,021
                      )Adjustment
      to reconcile net loss to net cash usedby
      operating activities:Contributed
      organizational expenses
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      650Contributed
      professional fees
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      1,667Changes
      in operating assets and liabilities:Due
      from  related party
                      
                      
                      (3,133
                      )
                      
                      
                      
                      
                      
                      
                      (3,133
                      )Other
      assets
                      
                      
                      (200
                      )
                      
                      
                      
                      
                      
                      
                      (200
                      )Accrued
      liabilities
                      
                      
                      3,358
                      
                      
                      
                      
                      
                      
                      
                      6,358Deposits
                      
                      
                      21,000
                      
                      
                      
                      
                      
                      
                      
                      21,000Net
      Cash Used In Operating Activities
                      
                      
                      (679
                      )
                      
                      
                      -
                      
                      
                      
                      (679
                      )CASH
      FLOWS FROM INVESTING ACTIVITIES-Purchase
      of Property and Equipment
                      
                      
                      (600
                      )
                      
                      
                      
                      
                      
                      
                      (600
                      )CASH
      FLOWS FROM FINANCING ACTIVITIES:Proceeds
      from issuance of common stock
                      
                      
                      1,290
                      
                      
                      
                      
                      
                      
                      
                      1,290Redemption
      of common stock
                      
                      
                      (75
                      )
                      
                      
                      
                      
                      
                      
                      (75
                      )NET
      CASH PROVIDED BY FINANCING ACTIVITIES
                      
                      
                      1,215
                      
                      
                      
                      
                      
                      
                      
                      1,215INCREASE
      IN CASH AND CASH EQUIVALENTS
                      
                      
                      (64
                      )
                      
                      
                      -
                      
                      
                      
                      436CASH
      AND CASH  EQUIVALENTS - BEGINNING OF PERIOD
                      
                      
                      500
                      
                      
                      
                      -
                      
                      
                      
                      -CASH
      AND CASH EQUIVALENTS - END OF PERIOD
                      
                      $
                      436
                      
                      
                      $
                      -
                      
                      
                      $
                      436




The
accompanying notes are an integral part of these financial
statements.


6


ADELMAN
ENTERPRISES, INC.


NOTES
TO CONDENSED FINANCIAL STATEMENTS


JUNE
30, 2010


(UNAUDITED)





NOTE
      1
            BACKGROUND
      AND PRESENTATION





Organization and Nature of
Business





Hightower
Acquisition Corporation (the “Registrant”) was incorporated under the laws of
the state of Delaware on September 13, 2006. The Registrant filed an amendment
to its certificate of incorporation to change its name to Adelman Enterprises,
Inc. (the “Company”). On May 12, 2010 and effected a change in control under
which it intends to launch a global television network as well as a motion
capture technology.





Presentation and Going
Concern





The
interim financial statements of the Company are condensed and do not
include some of the information necessary to obtain a
complete understanding of the financial data.  Management
believes that all adjustments (consisting of only normal recurring
adjustments, unless otherwise noted) necessary for a fair presentation of
results have been included in the unaudited financial statements for the interim
period presented.  Operating results for the six months ended June 30,
2010 are not necessarily indicative of the results that may be expected for the
year ended December 30, 2010.





The
Company’s financial statements are prepared using the accrual method of
accounting in accordance with accounting principles generally accepted in the
Unites States of America and have been prepared on a going concern basis, which
contemplates the realization of assets and settlement of liabilities in the
normal course of business. The Company has not generated any revenue since its
inception, has incurred a loss of approximately $22,000 in 2010 and has an
accumulated deficit of approximately $27,000 as of June 30, 2010. The Company
cannot provide assurance that it can achieve or sustain profitability on a
quarterly or annual basis in the future. The Company anticipates it will
continue to incur losses until it is able to establish significant levels of
revenue while controlling its expenses. The Company’s success is dependent upon
the successful development and marketing of its products, as to which there is
no assurance. Any future success that the Company might experience will depend
upon many factors, including factors out of its control or which cannot be
predicted at this time.


7


These
factors may include changes in or increased levels of competition, including the
entry of additional competitors and increased success by existing competitors,
changes in general economic conditions, increases in operating costs, including
costs of supplies, personnel and equipment, reduced margins caused by
competitive pressures and other factors.  These conditions may have a
materially adverse effect upon the Company or may force it to reduce or curtail
operations.  In addition, the Company will require additional funds to
sustain and expand its sales and marketing activities, particularly if a
well-financed competitor emerges.





Continued
operations of the Company are dependent on the Company’s ability to complete
equity financings or generate profitable operations in the future. Management’s
plan in this regard is to secure additional funds through future equity
financings. The inability to obtain sufficient funds from operations or external
sources would require the Company to curtail or cease operations. Any additional
equity financing may involve substantial dilution to then existing
stockholders.  The financial statements do not include any adjustments
relating tothe
recoverability and classification of recorded asset amounts or the amounts and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern





Use of
Estimates





The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
certain estimates and assumptions that affect the reported amounts and timing of
revenues and expenses, the reported amounts and classification of assets and liabilities,
and the disclosure of contingent assets and liabilities.  These
estimates and assumptions are based on the Company’s historical results as well
as management’s future expectations.  The Company’s actual results
could vary materially from management’s estimates and assumptions.





Disclosure About Fair Value
of Financial Instruments





In
accordance with the reporting requirements of ASC Topic 825, Financial Instruments, the
Company calculates the fair value of its assets and liabilities which qualify as
financial instruments under this standard and includes this additional
information in the notes to the financial statements when the fair value is
different than the carrying value of those financial instruments. The estimated
fair value of cash, accounts payable and other accrued expenses approximate
their carrying amounts due to the nature and short maturity of these
instruments.  Other than amounts due to related party, the Company
considers the carrying value of its financial instruments to approximate their
fair value due to the short maturity of these instruments.


8





ASC Topic
820, Fair Value Measurements
and Disclosures, defines fair value, establishes a framework for
measuring fair value in accordance with generally accepted accounting
principles, and requires certain disclosures about fair value measurements. In
general, fair values of financial instruments are based upon quoted market
prices, where available. If such quoted market prices are not available, fair
value is based upon internally developed models that primarily use, as inputs,
observable market-based parameters. Valuation adjustments may be made to ensure
that financial instruments are recorded at fair value. Any such valuation
adjustments are applied consistently over time.  At this time, management
does not plan to adopt fair value accounting for nonfinancial assets or
liabilities.





Net Loss Per
Share





Basic net
loss per share is computed by dividing the net loss available to common
stockholders for the period by the weighted average number of shares of common
stock outstanding during the period. The calculation of diluted net loss per
share gives effect to common stock equivalents. Such amounts include shares
potentially issuable upon conversion of the convertible preferred stock.
However, there were no dilutive instruments outstanding during the periods ended
June 30, 2010 and 2009, respectively.





Recent
Pronouncements





ASC 105,
Generally Accepted Accounting Principles (“ASC 105”) (formerly Statement of
Financial Accounting Standards No. 168, The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles a
replacement of FASB Statement No. 162) reorganized by topic existing accounting
and reporting guidance issued by the Financial Accounting Standards Board
(“FASB”) into a single source of authoritative generally accepted accounting
principles (“GAAP”) to be applied by nongovernmental entities. All guidance
contained in the Accounting Standards Codification (“ASC”) carries an equal
level of authority. Rules and interpretive releases of the Securities and
Exchange Commission (“SEC”) under authority of federal securities laws are also
sources of authoritative GAAP for SEC registrants. Accordingly, all other
accounting literature will be deemed “non-authoritative”. ASC 105 is effective
on a prospective basis for financial statements issued for interim and annual
periods ending after September 15, 2009. The Company has implemented the
guidance included in ASC 105 as of July 1, 2009. The implementation of this
guidance changed the Company’s references to GAAP authoritative guidance but did
not impact the Company’s financial position or results of
operations.


9





ASC 855,
Subsequent Events (“ASC 855”) (formerly Statement of Financial Accounting
Standards No. 165, Subsequent Events) includes guidance that was issued by the
FASB in May 2009, and is consistent with current auditing standards in defining
a subsequent event. Additionally, the guidance provides for disclosure regarding
the existence and timing of a company’s evaluation of its subsequent events. ASC
855 defines two types of subsequent events, “recognized” and “non-recognized”.
Recognized subsequent events provide additional evidence about conditions that
existed at the date of the balance sheet and are required to be reflected in the
financial statements. Non-recognized subsequent events provide evidence about
conditions that did not exist at the date of the balance sheet but arose after
that date and, therefore; are not required to be reflected in the financial
statements. However, certain non-recognized subsequent events may require
disclosure to prevent the financial statements from being misleading. This
guidance was effective prospectively for interim or annual financial periods
ending after June 15, 2009. The Company implemented the guidance included in ASC
855 as of July 1, 2009. The effect of implementing this guidance was not
material to the Company’s financial position or results of
operations.





ASC 825,
Financial Instruments (“ASC 825”) includes guidance which was issued in February
2007 by the FASB and was previously included under Statement of Financial
Accounting Standards No. 159, The Fair Value Option for Financial Assets and
Financial Liabilities Including an amendment of FASB Statement No. 115. The
related sections within ASC 825 permit a company to choose, at specified
election dates, to measure at fair value certain eligible financial assets and
liabilities that are not currently required to be measured at fair value. The
specified election dates include, but are not limited to, the date when an
entity first recognizes the item, when an entity enters into a firm commitment
or when changes in the financial instrument causes it to no longer qualify for
fair value accounting under a different accounting standard. An entity may elect
the fair value option for eligible items that exist at the effective date. At
that date, the difference between the carrying amounts and the fair values of
eligible items for which the fair value option is elected should be recognized
as a cumulative effect adjustment to the opening balance of retained earnings.
The fair value option may be elected for each entire financial instrument, but
need not be applied to all similar instruments. Once the fair value option has
been elected, it is irrevocable. Unrealized gains and losses on items for which
the fair value option has been elected will be reported in earnings. This
guidance was effective as of the beginning of fiscal years that began after
November 15, 2007. The Company does not have eligible financial assets and
liabilities, and, accordingly, the implementation of ASC 825 did not have an
effect on the Company’s results of operations or financial
position.


10


ASC 820,
Fair Value Measurements and Disclosures (“ASC 820”) (formerly included under
Statement of Financial Accounting Standards No. 157, Fair Value Measurements)
includes guidance that was issued by the FASB in September 2006 that created a
common definition of fair value to be used throughout generally accepted
accounting principles. ASC 820 applies whenever other standards require or
permit assets or liabilities to be measured at fair value, with certain
exceptions. This guidance established a hierarchy for determining fair value
which emphasizes the use of observable market data whenever available. It also
required expanded disclosures which include the extent to which assets and
liabilities are measured at fair value, the methods and assumptions used to
measure fair value and the effect of fair value measures on earnings. ASC 820
also provides additional guidance for estimating fair value when the volume and
level of activity for the asset or liability have significantly decreased. The
emphasis of ASC 820 is that fair value is the price that would be received to
sell an asset or paid to transfer a liability in an orderly transaction between
willing market participants, under current market conditions. ASC 820 also
further clarifies the guidance to be considered when determining whether or not
a transaction is orderly and clarifies the valuation of securities in markets
that are not active. This guidance includes information related to a company’s
use of judgment, in addition to market information, in certain circumstances to
value assets which have inactive markets.





Fair
value guidance in ASC 820 was initially effective for fiscal years beginning
after November 15, 2007 and for interim periods within those fiscal years for
financial assets and liabilities. The effective date of ASC 820 for all
non-recurring fair value measurements of nonfinancial assets and nonfinancial
liabilities was fiscal years beginning after November 15, 2008. Guidance related
to fair value measurements in an inactive market was effective in October 2008
and guidance related to orderly transactions under current market conditions was
effective for interim and annual reporting periods ending after June 15,
2009.





The
Company applied the provisions of ASC 820 to its financial assets and
liabilities upon adoption at July 1, 2009. The adoption of ASC 820 has no
material effect on the Company’s financial position or results of
operations.




In August
2009, the FASB issued ASC Update No. 2009-05, Fair Value Measurements and
Disclosures (Topic 820): Measuring Liabilities at Fair Value (“ASC Update No.
2009-05”). This update amends ASC 820, Fair Value Measurements and Disclosures
and provides further guidance on measuring the fair value of a liability. The
guidance establishes the types of valuation techniques to be used to value a
liability when a quoted market price in an active market for the identical
liability is not available, such as the use of an identical or similar liability
when traded as an asset. The guidance also further clarifies that a quoted price
in an active market for the identical liability at the measurement date and the
quoted price for the identical liability when traded as an asset in an active
market when no adjustments to the quoted price of the asset are required are
both Level 1 fair value measurements. If adjustments are required to be applied
to the quoted price, it results in a level 2 or 3 fair value measurement. The
guidance provided in the update is effective for the first reporting period
(including interim periods) beginning after issuance. The Company does not
expect that the implementation of ASC Update No. 2009-05 will have a material
effect on its financial position or results of operations.


11





Additionally,
there are no recently issued accounting standards with pending adoptions that
the Company’s management currently anticipates will have any material impact
upon its financial statements.





NOTE
      2
            CHANGE
      IN CONTROL





On April
27, 2010, Hightower Acquisition Corporation (the “Registrant”) filed an
amendment to its certificate of incorporation to change its name to Adelman
Enterprises, Inc. (the “Company”) On May 12, 2010; the Registrant effected a
change in control by taking the following actions:





1.  The
Registrant redeemed an aggregate of 750,000 of its 1,000,000 shares of
outstanding stock at a redemption price of $.0001 per share for an aggregate
redemption price of $75.





2.  The
Registrant issued 14,200,000 shares of common stock in exchange for $1,420 to
the following shareholders in the following amounts representing 98.2% of the
total outstanding 14,458,400 shares of common stock:





Charles
      Adelman
                  
                  
                  11,200,000Douglas
      Ridley
                  
                  
                  1,700,000Daniel
      Kass
                  
                  
                  1,200,000Keith
      Walley
                  
                  
                  100,000





3.  The
shareholders of the Registrant and the Board of Directors unanimously ratified
the change of the Registrant's name to Adelman Enterprises Inc. as filed with
the State of Delaware on April 27, 2010.





4.   New
officers and directors were appointed and elected and the prior sole officer and
director resigned.





5.  The
following persons were elected to the Board of Directors of the
Company:





Charles
Adelman


Douglas
Ridley


Daniel
Kass


Keith
Walley




12




6.  The
following persons were appointed to the following offices of the
Company:




Charles
Adelman          President,
Chief Executive Officer


Douglas
Ridley             Secretary,
Chief Operating Officer





NOTE
      3
            LEASE
      AGREEMENT





On June
1, 2010, the Company entered into a short-term lease agreement on a building
located at 5214 Bonsai Avenue, Moorpark, CA 93021, which is currently owned by
Moorpark Development Company (MDC). This lease agreement will allow the Company
to keep their initial monthly overhead to a minimum. The terms of the lease
agreement are as follows:





1.      The
term of the lease is four months, after which will continue on a month to month
basis until terminated.





2.      Either
party can terminate upon 30 days notice to the other party. However, during the
initial term, MDC can terminate only if the building is being leased or sold to
another party.





3.      The
Company has the first right of refusal to match any offers to either lease or
buy the building on the same or better terms as the potential lessee or
buyer.





4.      The
Company will issue an amount of its stock equal in value to $4,750 per month
starting June 1, 2010 in lieu of rent. This stock will be common stock, and will
be registered with the Company’s planned public offering.





NOTE
      5
            RELATED
      PARTY BALANCES DUE





During
the quarter ending June 30, 2010, there are balances due to and from two
different entities. The relationship between the companies and explanation of
the balances are as follows:





1.      Anthus,
LLC: Charles Adelman owns 100% of the shares of this company currently and will
be transferring his ownership to the Company. Anthus, LLC is a development stage
company developing an independent broadcast television network focused on
health, wellness, positivity and philanthropy.  During the change in
ownership some of the expenses for the Company were paid out of the Anthus, LLC
bank account as the Company did not yet have an account. These amounts were for
basic operating expenses reflected in the Company’s Statement of Operations for
the quarter ended June 30, 2010 and totaled $3,150.


13





2.      Anthem
Pictures: For the weeks prior to June 1,2010,
the Company was operating out of the Anthem Pictures office located at 5137
Clareton Drive, Suite 120 Agoura Hills, CA 91301. Charles Adelman is 51% owner
and President of Anthem Pictures. There were basic operating expenses incurred
by Anthem Pictures on behalf of the Company which totaled $2,255. During this
period, there were also expenses that the Company incurred on behalf of Anthem
Pictures that totaled $382.





NOTE
      5
            SUBSEQUENT
      EVENT





Subsequent
to June 30, 2010, the Company sold 420,100 shares of its common stock to various
related and unrelated parties for a total of $50,290.


14


ITEM
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION




You
should read this section together with our financial statements and related
notes thereto included elsewhere in this report. In addition to the historical
information contained herein, this report contains forward-looking statements
that are subject to risks and uncertainties. Forward-looking statements are not
based on historical information but relate to future operations, strategies,
financial results or other developments. Forward-looking statements are
necessarily based upon estimates and assumptions that are inherently subject to
significant business, economic and competitive uncertainties and contingencies,
many of which are beyond our control and many of which, with respect to future
business decisions, are subject to change. Certain statements contained in this
Form 10, including, without limitation, statements containing the words
"believe," "anticipate," "estimate," "expect," "are of the opinion that" and
words of similar import, constitute "forward-looking statements." You should not
place any undue reliance on these forward-looking statements.




You should be aware that our results
from operations could materially be effected by a number of factors, which
include, but are not limited to the following: economic and business conditions,
our ability to control costs and expenses, access to capital, and our ability to
meet contractual obligations. There may be other factors not mentioned above or
included elsewhere in this report that may cause actual results to differ
materially from any forward-looking information.





CRITICAL
ACCOUNTING POLICIES





The
Company’s discussion and analysis of its financial condition and results of
operations are based upon its statements, which have been prepared in accordance
with accounting principles generally accepted in the United States. The
preparation of these financial statements requires the Company to make estimates
and judgments that affect the reported amounts of assets, liabilities, revenues
and expenses. In consultation with its Board of Directors, the Company has
identified two accounting policies that the Company believes are key to an
understanding of its financial statements. These are important accounting
policies that require management's most difficult, subjective
judgment.





Going Concern. The
accompanying financial statements have been prepared on a going concern basis,
which contemplates the realization of assets and the satisfaction of liabilities
in the normal course of business.  The Company's current financial
resources are not considered adequate to fund its planned
operations.  This condition raises substantial doubt about its ability
to continue as a going concern.  The accompanying financial statements
do not include any adjustments relating to the recoverability and classification
of recorded asset amounts or the amounts and classification of liabilities that
might be necessary should the Company be unable to continue as a going
concern.


15


The
Company's continuation as a going concern currently is dependent upon timely
procuring significant external debt and/or equity financing to fund its
immediate and near-term operations, and subsequently realizing operating cash
flows from sales of its film products sufficient to sustain its longer-term
operations and growth initiatives, including its desired marketing and new
potential film screenplays.





Non-Cash Equity
Issuances. The Company periodically issues shares of common stock in
exchange for, or in settlement of, services. Management values the shares issued
in such transactions at either the then market value of its common stock, as
determined by the Board of Directors and after taking into consideration factors
such as the volume of shares issued or trading restrictions, or the value of the
services received, whichever is more readily determinable.





Expenses





General
and Administrative





Prior to
this quarter, the Company was deemed a shell company with no operations. During
this quarter, the Company shifted to a development stage company by changing
management and ownership and implementing its plan to launch a global television
network as well as a motion capture technology. During this quarter, its
expenses have consisted mainly of general and administrative
expenses.  The main components were compensation to the Company’s CEO,
COO, and one other employee ($13,200). There was a total of $4,750 in rent
expense and $1,034 in travel expenses.





Plan
of Operation





During
the fiscal year ending December 31, 2010, the Company plans to release
shares to the public in order to raise capital which will allow them to build
out the social network side of Anthus, LLC as well as begin production on
programming. Part of the funds raised will be put into Menache Adelman in order
to get the technology smaller in size. The Company is currently in initial
negotiations to start licensing out the Menache technology as well as pre-sell
ad space on the network in order to generate income.





Employees





The
Company’s CEO, Charles Adelman, along with the Company’s COO Douglas Ridley,
Jessica Adelman and Nicholas Restuccio are the only four employees currently
employed by the Company. The Company has identified individuals to fill the key
positions with the Company which will be filled as capital and liquidity
allow.





Liquidity
and Capital Resources





The
Company is not currently producing income.  The current efforts to
raise funds through the issuance of common stock will allow the Company to begin
implementing its plan to launch a global television network as well as a motion
capture technology.


16





ITEM 3.  QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK





Based on the nature of our current
operations, we have not identified any issues of market risk at this
time.





ITEM
4T.  CONTROLS AND PROCEDURES





The
principal executive officer and principal financial officer of the Company, who
are the same person (“the Certifying Officer”) with the assistance of advisors,
evaluated the effectiveness of the design and operation of the Company’s
disclosure controls and procedures (as defined in section 240.13a-14(c) and
240.15d-14(c) under the Exchange Act) within 90 days prior to the filing of this
report. Based upon the evaluation, the Certifying Officer concludes that the
Company’s disclosure controls and procedures are not effective in timely
alerting management to material information relative to the Company which is
required to be disclosed in its periodic filings with the SEC. This is due to
the lack of employing internal resources sufficiently knowledgeable in
accounting and SEC disclosures.





With the change in management in this
quarter we had a significant change in the Company’s internal controls from the
prior quarter. We are currently evaluating our procedures and controls and will
be implementing improvements in these processes during the next six
months.


17


PART
II


OTHER
INFORMATION





ITEM
1.        LEGAL
PROCEEDINGS      None.





ITEM
2.        CHANGES IN
SECURITIES AND USE
OF PROCEEDSNone.





ITEM
3.        DEFAULTS UPON SENIOR
SECURITIES      None.





ITEM
4.        SUBMISSION OF MATTERS TO A
VOTE OF SECURITY HOLDERS





On April
27, 2010, Hightower Acquisition Corporation (the “Registrant”) filed an
amendment to its certificate of incorporation to change its name to Adelman
Enterprises, Inc. (the “Company”) On May 12, 2010, the Registrant effected a
change in control by taking the following actions:





1.  The
Registrant redeemed an aggregate of 750,000 of its 1,000,000 shares of
outstanding stock at a redemption price of $.0001 per share for an aggregate
redemption price of $75.





2.  The
Registrant issued 14,200,000 shares of common stock in exchange for $1,420 to
the following shareholders in the following amounts representing 98.3% of the
total outstanding 14,450,000 shares of common stock:





Charles
      Adelman
                  
                  
                  11,200,000Douglas
      Ridley
                  
                  
                  1,700,000Daniel
      Kass
                  
                  
                  1,200,000Keith
      Walley
                  
                  
                  100,000





3.  The
shareholders of the Registrant and the Board of Directors unanimously ratified
the change of the Registrant's name to Adelman Enterprises Inc. as filed with
the State of Delaware on April 27, 2010.





4.   New
officers and directors were appointed and elected and the prior sole officer and
director resigned.





5.  The
following persons were elected to the Board of Directors of the
Company:





Charles
Adelman


Douglas
Ridley


Daniel
Kass


Keith
Walley


18





6.  The
following persons were appointed to the following offices of the
Company:





Charles
      Adelman
                President,
      Chief Executive OfficerDouglas
      Ridley
                Secretary,
      Chief Operating Officer





ITEM
5.       OTHER INFORMATIONNone.





ITEM
6.       EXHIBITS





31.1
            Certification
      of CEO Pursuant to Securities  Exchange Act Rules 13a-14 and
      15d-14, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of
      2002.





32.1
            Certification
      Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of
      the Sarbanes-Oxley Act of 2002.


19


SIGNATURES





In accordance with the requirements of
the Exchange Act, the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.





ADELMAN
      ENTERPRISES, INC.
              (Registrant)Dated:
      Aug 20, 2010Charles
      Adelman,President,
      Chief Executive Officer, Chief Financial
Officer